Termination Clause Example from Business Contracts

Termination. This Agreement may be terminated at any time prior to the Forward Closing: (a) by mutual written consent of the Company and the Purchaser; (b) by written notice by the Purchaser to the Company of the Purchaser's non-approval of purchase of Forward Purchase Shares, which shall be delivered to the Company pursuant to Section 1(a)(ii)(B) of this Agreement; (c) automatically: (i) if the IPO is not consummated on or prior to twelve (12) months from the date of this Agreement; or (ii) if the Business ...Combination is not consummated within eighteen (18) months from the closing of the IPO, or such later date as may be approved by the Company's shareholders. 10 In the event of any termination of this Agreement pursuant to this Section 8, the Forward Purchase Price (without the payment of interest thereon), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More